Sisters in Arms
by Wrabbit75
Summary: Marshal Twilight Sparkle had a tough job. Protecting the frontier town of Ponyville from all threats kept her hooves full. Luckily, with the squad she took command of, she's been able to manage quite well. But a new threat is on the horizon. M for safety.
1. Chapter 1: Tanks for the Memories

**Sisters in Arms**

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A/N: The usual qualifiers here. I don't anything in this story except the words themselves, yadda, yadda, yadda. This is my first attempt at a ponyfic, so go easy on me. I apologize if the characterizations are a bit off, I had to do a bit of shoehorning to get them to fit. As always, I do not own these characters, settings, or technology, just the idea of mashing them up together. I had originally intended this to be a simple one-shot, but with the way I write, it always seems to spiral out of control. Ah well. It shouldn't take more than one or two more chapters. ::winces at the self-jinx::

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As Marshal Twilight Sparkle pulled up to the earthen embankment-cum-fortification, she growled in frustration at the distinct lack of artillery support that was supposed to already be in place. Spitting at the ground to clear her mouth of dust, she keyed her mic to the scout's channel. "Ghost-1, this is Tin Star, do you read? Over."

There was a small delay of static before Rarity's whispered reply broke through, "I read you Tin Star. Over."

"What's the sitch out there, Ghost-1? How bad does it look? Over."

Another small delay before, "It's bad, Tin Star. Not only are the parasprites swarming, they're exhibiting behavior counter to their known parameters. They're not touching the plant matter, and instead are going after anything non-living. I've just seen them devour a derelict Wraith in under two minutes. Worst of all, they clash with simply _everything_ out here. We're in for a bad day, Tin Star. Over."

Twilight tightened her grip on the Vulture's handlebars, and gritted her teeth. "Aw, hay. I knew those bucking maniacs were up to no good in that Everfree Research Installation. What sort of numbers are we looking at here, Ghost-1? Over."

This time, some nervousness could be heard creeping into Rarity's voice as she replied, "I don't know, Tin Star. Every time my H.U.D. Tries to get a calculation on them, I get an error message. I can tell you this, though: It may be just after noon, but it's dark as midnight here. I think if it weren't for my cloak, I'd be- hold on Tin Star, I think something's about to happen." Twilight swallowed hard, worrying about her friend. There was a long moment of silence, broken by the White unicorn's shout of terror. "I've been spotted! They're swarming this way! Augh! No, don't eat that! Not my hoof-stitched cloak! It took forever to make! How dare you nibble on my rifle! No do- Don't you dare bite that rad-"

The hiss and crackle of static dropped the bottom out of the marshal's heart. Forgetting radio protocol, she shouted, "Rarity! Rarity, do you read me? Return to base immediately! Do you copy? Rarity, do you copy?" She fought back the tears as she switched over to the command channel. "Adjutant Mare, this is Tin Star, did you copy that last transmission?"

The adjutant's modulated voice came through clearly over the radio link, while her bespectacled image was displayed on the Vulture's tiny screen.. "Affirmative, Marshal."

Twilight's iron-hoof control almost slipped as she gave the order, "Then send it along with a progress report on to Central Command. I'm sure the Empresses will want to be appraised of the situation."

"Affirmative, Marshal."

"And where the hay is the artillery support that's supposed to be on my position? It should have been in place as soon as the embankment was completed." Her misdirected anguish gave her a sharp, bitter tone.

"Sergeant Pinkie-Pie is already underway. She should arrive momentarily." If the gray-haired adjutant was offended, she hid it well behind a calm robotic composure.

The purple unicorn sighed as she placed her face in one of her hooves. "Fine. In the meantime, have the rest of my squad assemble on my position. Oh, and see if you can spare Lieutenant Dash. We're going to need some aerial reconnaissance."

"Affirmative Marshal." The adjutant's face was replaced by a blank screen as she signed off to carry out her duties.

Twilight dismounted from her hoverbike, and scaled the embankment overlooking the Everfree forest. She flipped down her goggles, and adjusted the zoom. _There. Just above the treeline. It looks like smoke, but that's got to be the swarm._ Fiddling with the zoom to bring it into sharper focus was of no help. At this distance, it was like trying to focus on fog. Seeing that was getting her nowhere, she scanned the forest edge for any sign of her missing friend. She was so focused on that task, she failed to hear the approach of her requested back-up personnel.

"How's it lookin', Sugar cube?"

Applejack's question startled her, but she managed to keep herself from jumping. Sighing, she flipped up her goggles and slid down the ponymade hill. "Not good, AJ. Not only is this the largest swarm we've ever seen, it looks like it was engineered to eat inorganic material, rather than organic."

The orange marine's surprise was written all over her face. "Well, how they hay did that happen? For that matter, how does that even work?" She scratched her head and looked at Fluttershy in her medic's armor beside her, who just shrugged.

"I'll give you three guesses," Twilight's smirk was short lived. "It gets worse." She paused to steel her courage. "Rarity was caught up in the swarm." She cut their gasps short as she plowed on. "Apparently, they caught wind of her or something, but the last I heard from her radio transmission, it sounded like they were stripping her of her gear. Hopefully, they'll leave her alone after that, or she'll get away, but..." She couldn't hold her friends' gaze anymore and dropped her eyes to the ground.

Applejack stepped forward and placed a hoof on her friend's shoulder. "Now don't you fret none, Twilight. Rarity may be many things, but she's a smart filly. If anypony can get out of that mess, I'm sure it's her."

Fluttershy came closer and gently touched her foreleg. "Yes. Remember that time she was captured by those Diamond Dog rebels who were going to ransom her back to us? By the time we got there, she had them begging us to take her back. Even gave us all the Khaydaran crystals they had mined."

Twilight's small smile brought some relief to her friend's expressions. "Thanks guys. Did you happen to see Pinkie out there? She was supposed to be here by now with that 'special artillery' she was assembling for me."

The marine and medic looked at each other, shifting around uncomfortably on their hooves. "Uh, yeah. About that. You see..." Applejack began.

"Pinkie-Pie has made some... um, modifications to your original plans," Fluttershy finished.

Twilight facehoofed as she groaned. "Ugh. I should have known. What sort of 'modifications' are we talking about here?"

Her two friends again looked at each other before looking at the ground at which they were pawing. However, they were saved from actually answering by the familiar sound of a Siege Tank rolling up. As it rounded the corner of a supply depot, Twilight's jaw dropped. The gargantuan war machine had been painted in a riot of bright, cheery colors and patterns, no two of which matched. Pink and indigo checks butted up against blue and yellow polka-dots, green plaids sidled up to purple swirls, and diagonal red and white stripes ran alongside an orange camouflage pattern. But over it all, the giant yellow smiley face grinning from the front of the tank's turret proudly proclaimed to the world that this tank was here to make you smile.

The "war machine" stopped in the shelter of the embankment, and the hatch on the turret opened up to reveal the pony Twilight had been looking for. "Heyas, Twilight! Do you like the paint job? I know you do because the original design was just so bleagh, and dreary, and 'How is anypony supposed to see it when it's hiding so well?' I thought to myself, so I went to the supply depot and guess what I found! Go on, guess! You're too slow Twilight. Really, I thought you would have guessed by now. Anywho, I found a bunch of paint, but there was only a little of each color, not nearly enough to make it all one color, so I-"

"Pinkie!" Twilight shouted over the pink mare just to be heard. When she had finally ceased talking, Twilight asked, "What did you do to my beautiful tank?"

Pinkie-Pie threw her hooves up in the air like she just didn't care. "Duh, you silly filly, I made it better! Now it's not just a Siege Tank, it's a Party Tank!"

Twilight was ready to tear out her mane in frustration. "Please tell me you didn't mess with the weapon systems!"

Pinkie-Pie rolled her eyes as if it were the silliest question ever uttered. "Of course not, Twilight. What do I look like, a weaponomologist-thingy?" Twilight's exhale of relief at the news was short lived, however. "I just changed the ammo load out!"

The growl of frustration coming out of the marshal was truly terrifying... unless your name was Pinkemena Diane Pie, that is. "Piiinnnkiiieee..."

Pinkie-Pie patted the turret affectionately. "Just wait till those grumpy ole' parasprites get a load of this baby! They'll party their little wings off!"

Once again, Twilight's hoof found it's way to her face as if by homing instinct. "Oh, Pinkie..."

Further conversation was halted by the appearance of a rainbow streak overhead, coming directly from the Ponyville spaceport. It angled down towards the gathered ponies with alarming speed until it halted just short of crashing into the disbelieving marshal. The cyan pegasus in the Wraith power suit saluted her without bothering to land. "Lieutenant Rainbow Dash, reporting for duty, SIR!" The cocky grin on her face negated any of the officialness out of the greeting and the salute.

The unicorn just shook her head at the bravado. They were going to need confidence like that if they were to weather the coming storm. "Dash, I need you to head to grid 7G, cloaked , and see if you can find any trace of Ghost-1. That was her last known position before we lost contact."

Dash's face fell at this news, all cockiness gone. "You've lost contact with Rarity? MY RARITY?" she screamed.

Twilight's grim stare instantly stopped her short. "OUR Rarity was out there doing her job. A job, I might add, that she is very, VERY good at. She knew the risks when she signed up, just like all of us. I'm just as worried as you are about her, but if we go off half-cocked, we're not going to last very long against this threat. Now, can I depend on you to keep a cool head about this, or am I going to have to keep you here at base and send out another pony to see about her?"

The implied threat of a grounding behind her words was not lost on the cyan pony, who replied with a salute, serious this time, "No SIR!"

"Good. Now as important as retrieving her is, I need you to do a little scouting from the air, while you're out there," the marshal continued. "We need an estimate of enemy strength, speed, and bearing. Think you can manage that?" Her half-smile mitigates some of the harshness of her tone.

With a nod, the pegasus says in a gentler tone, "I think I might be able to handle that, sir."

Sighing, Twilight rests a hoof on her friend's shoulder. "Thank you. I know how much Rarity means to you, ALL of us mean to you. Just... come back to us in one piece, huh? You're kinda special to us as well, you know."

With a nod, Dash starts to take off, when Twilight stops her again. "And be careful of these parasprites. They seem to have a taste for metal more than plants, so there's no telling how they feel about pony flesh, okay?"

Her cocky grin back in place, the pegasus replies, "Hey, it's me!" Her signature rainbow contrail disappearing as she activates her cloaking field.

"That's what I'm afraid of..." Twilight mumbles to herself

Her voice apparently carried farther than she thought, because Applejack came up behind her and rested a hoof on her shoulder. "Don't worry none. She'll be careful. She knows what's on the line here. That's just Dash's way, sugar cube."

Pinkie-Pie's voice from atop the tank pierced the still air, "Well, that and mind-blowing sex, anyway!" Everyone chuckled, the tension broken, though not without a blush from Fluttershy. It was a well-known secret just how close most of this squad was, not only among themselves, but the settlement in general. Not that such an arrangement was uncommon. The death of two-thirds of all the stallions due to war among any population will have that effect.

"She misses your company, you know," Applejack continued. "We all do. It's just not the same without you."

Twilight nodded with a fond smile. "I know, AJ. I miss our more... intimate moments too. But when I promised Cheerilee that I'd be true to her, I meant it." A goofy grin plastered itself on her face as she thought of the maroon teacher.

"I swear we're gonna have a word with that schoolmarm about sharing," Applejack slammed her two front hooves together in mock anger.

"You do that and I'll have to tan your hide, filly!" Twilight's passable imitation of Applejack's accent brought snickers from the group. Her face lost most of its mirth as she remembered the situation. "Alright girls, that's enough lollygagging! That swarm will be here sooner than I like, and Pinkie-Pie, what ARE those things you got hanging off the sides of the turret?"

The objects in question had finally drawn Twilight's attention. They were boxy constructions with round circles on the face, which reminded her of- _No, they couldn't be. They better NOT be what I think they are!_ "No. You know what? I don't even want to know right now. But I'm telling you right now Pinkie, if the modifications you made to this tank affect it's performance detrimentally, I am going to... I... I don't even know WHAT I'm going to do to you!"

The pink mare grinned at her friend and affectionately patted the object she had attached to the tank with a hoof. "Don't worry, Twilight! Ol' Gummy here will take care of those Meany Mean McMeansters!"

Twilight had to resist the urge to facehoof once again.


	2. Chapter 2: Saving Rarity's Privates

**SISTERS IN ARMS**

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A/N: Once again, I don't own anything here, but the words. The characters belong to Hasbro and Lauren Faust, while all else belongs to Blizzard. Hopefully, the enjoyment of reading this belongs to you.

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**Chapter 2: Saving Rarity's Privates**

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Rainbow Dash mentally whistled to herself as she flew over the forest on wing-power alone. It would not do to alert the massive swarm below her to her presence, so she forewent the use of her suit's jet boosters, whose noise would have definitely tipped them off. She would have had to leave them off anyway, seeing as this was a rescue/recon mission.

Keying her mike to her squad's channel, she sub-vocalized, "Tin Star, this is Wraith-1. Do you copy?"

"Wraith-1, this is Tin Star. I read you five-by-five," Was the overly loud response.

Dash quickly dialed down the volume with a wince, checking to make sure she wasn't overheard. When no response was forthcoming from the swarm, she let out a quiet sigh of relief. "I just entered grid 7G. This swarm is enormous, Tin Star. I can't see it all because it's still mostly under the forest canopy, but I'm estimating this sucker covers about twenty or so acres, and that's if they pack themselves in tightly." She took another breath, and released it as a sigh. "Their bearing is hard to get a handle on, since it's like herding cats, but they appear to be more or less on a vector straight for town. Over."

Twilight's now quieter voice asked, "Herding cats? I see somepony has been dipping into the Applejack a bit too much lately." The joke had its desired effect by calming the blue pony's jangled nerves a bit, and bringing a smile to her face. "And their speed, Wraith-1? Over."

The pegasus's moue of frustration as she set her on-board computer the task of calculating the desired information turned into a cute grimace as she subconsciously bit down on her tongue in concentration. After a few seconds, the numbers appeared on her H.U.D. "My navi-comp is estimating their speed to be a pretty leisurely twenty-five miles per hour, Tin Star. At this rate their ETA to interception with Ponyville is about forty-five minutes, give or take. Over."

"Good job, Wraith-1. Any luck with your primary mission? Over." Twilight's worry was self-evident in her voice.

Dash wiped the sweat from her muzzle with a gloved hoof. Being this close to a swarm this size was nerve-wracking. "No joy on that front yet, Tin Star. I'm heading in further to her last known position. Could you send me the exact coordinates of her last transmission? Over."

Twilight's reply was as quick as expected. "Ten-four, Wraith-1." The spot appeared as a circle on her H.U.D. "Need anything else? Over."

A mischievous grin spread on her face as she replied, "Affirmative Tin Star. I could do with some whipped cream and a cherry or two for when I find Ghost-1. I'm gonna-"

"Just concentrate on finding her first, Wraith-1," The marshal interrupted. "Tin Star out."

"I copy that, Tin Star. Wraith-1 out." Dash's grin quieted down to a wry smile as she got down to the business of finding one of the five most important ponies in the world to her. She still could hardly believe that she had not only managed to become friends with her squadmates, who had named themselves the Elements of Harmony, but also their lover. Granted it was a mutual thing, but some of them were real freaks in bed. _Why just the other night, Rarity-_ She shook her head to clear it of these stray thoughts. _First thing's first. Find the Mistress, then the fun can start._

The cyan pegasus winged over silently to the indicated point, and easily found her hiding spot. The grass was well and truly trampled, and it was easy to see where she had fallen on her rump. Dash licked her lips in fear at the the thought of something happening to her. She was able to find a piece of her rifle's scope. It looked like it had been bitten off when a parasprite had taken a bit more than could fit in its mouth. There were no tracks to follow, so the intuitive pilot switched over to the thermal spectrum, and hit pay dirt. The residual heat was fast dissipating, but she had a trail to follow.

Unfortunately, it went deeper into the Everfree forest, and in the direction of some truly dangerous creatures. With a growing sense of fear, Rainbow Dash charged into the forest, flying under the canopy, slaloming between trees as fast as she could. She kept her jets in reserve so that she could still hear, which is why she was able to detect the dismayed shriek she so loved. Veering in the direction, she came upon a sight for sore eyes.

Rarity stood naked, but unharmed with her goggles in her teeth, trying unsuccessfully to tug them away from four parasprites who were in the process of consuming said goggles. As she tugged, she was growling threats at them. "Oh, you beasts! How DARE you! These are genuine Louis Dressage! They cost more than your miserable hides are worth put together!"

Never before had Dash been so glad to see the effeminate mare, nor to hear her haranguing some poor creature. She wasted no time in firing her stunners at the attacking puffballs, instantly sending them into a near comatose state.

Suddenly finding herself without a supporting counter force, Rarity tumbled backwards, coming to rest on a bush. "Oof! I say, darling!" She only had time to stand up from her undignified position before she was back down on the ground and belly up, lying under Dash, their lips meeting in a desperate embrace. The cloak overloaded by physical contact, she realized just who her rescuer was, and instantly gave in to the passion. Their tongues dueled for dominance as Rarity pushed up Dash's visor and stared into her rose-colored eyes. The pegasus' hooves found their way to the alabaster unicorn's flanks, kneading her cutie marks with urgent longing. Just as she was starting to grind her hips against her lover's metal-clad leg, she came to her senses. She pulled away from those warm, inviting lips with great reluctance saying, "Rainbow, Darling!"

Flush with excitement, and more than a little cross-eyed, the pegasus replied, "Huh? What?"

"Sweetie, while I appreciate the rescue, this is neither the time, nor the place," Rarity answered with a sweet smile.

Coming out of her daze, Rainbow Dash appeared a little contrite and blushed. "Oh. Yeah," she replied intelligently.

The unicorn brushed herself off as she stood up again after being let up. She noticed a pair of roving rose eyes watching her with undisguised hunger, and made a big production about sweeping her flanks clean with her tail. "Dash, did I miss a spot? Rolling around on the ground like a foal is just SO unladylike," she asked as she practically waved her rump in the other mare's face.

The Wraith pilot for her part, could only stare and drool at the white pony in front of her. Trying to come out of her stupor, she mumbled, "Rescue... Ponyville... flank..." The rest was lost in her incoherence.

With a titter of laughter, Rarity decided to put away the big guns for later. She turned around to face her friend directly. "Have they arrived yet, Dash? The swarm, I mean."

Rainbow Dash shook her head, saying, "No, they haven't yet, but it won't be long til they do. Twilight wants us back A.S.A.P., so we better get going." She turned around and indicated her back with a shake of her head. "Hop on. I'll fly you back. Just be sure to hold on tight."

Rarity appeared hesitant. "Are you sure about this, darling? I mean, I-EEEEE!" Her hesitancy turned into shocked horror at something in front of her as she backpedaled away furiously.

The cyan pegasus whipped around in time to see the looming form of an enormous hydra just over the canopy, peering down at them. "Rarity, run! I'll hold it off!" She immediately took to the air in hopes of distracting it long enough for the unicorn to get away, despite knowing that her armaments were far too light to do anything more than annoy it.

Her fears proved quite well-founded, when she saw her blasts being absorbed by the great creature with no discernible effect. She spared a quick glance at the ground to see how far Rarity had gotten, and was relieved to see her disappearing as she jumped over a bush. Unfortunately, she had let her attention wander away from the threat, and was rewarded when one of the hydra's heads snapped at her leg.

There was an explosion as teeth punctured fuel lines, sending the pony in a high arc over the trees, and into the forest. Crashing through the branches, the wind was knocked from her when she finally came to a sudden stop on the ground, her spine slamming into an exposed root. All she could do for a moment was gasp as she tried to regain her breath, and clear her vision of stars.

When her eyes uncrossed again, all she could see was a wall of white fur as Rarity nuzzled her, cooing soft pleas for her to be alright. Not able to resist, Dash licked her cheek, causing her to draw back. "Oh, Dash, I was so worried," she whispered. "Are you hurt? Can you walk?"

The pegasus felt her heart swell with warmth for the beautiful unicorn before her. "I think I can manage walking at least, but jet-assisted flying is out of the question" She gestured down to her leg, and the ruin that was the remainder of one of her rocket boots. While the armor had protected her leg from being blown off, the engine itself was useless, and even the stabilizer wing on that leg was missing, throwing off her whole aerodynamic profile.

Rarity helped dash to stand, but as soon as weight was put on the wounded leg, the pegasus cried out in pain and collapsed onto her friend. "Sweetie, are you okay?"

"Spoke too soon," Rainbow Dash gasped out. "That leg is useless too, I guess." She flapped her wings, hovering off of the ground. At least I can still fly, though."

"Darling, I think we'd better get back to Ponyville before something else happens to you," Rarity said. "Fluttershy will get you back on your hooves again in no time."

Dash's lecherous grin was back in full force as she said, "Aw, yeah. That's what the Dash needs. A little TLC from her favorite medic. Can't wait to get my hooves on those-"

What she was going to say was lost, as the thin canopy over them exploded, and several of the hydra's heads burst through, intent on making a snack of the two ponies. They both screamed, and Dash's wings froze up, causing her to fall on her bad leg and nearly pass out in pain again.

Rarity stood protectively over her lover and glared at the monster before her. Her horn glowed in a pale blue aura, and several small khaydarin crystals flew up from the ground and slashed at the creature. Despite its thick hide, the crystals were sharp enough to pierce the scales and embed themselves in it.

The bellow it loosed was enough to temporarily deafen both ponies painfully. As the five heads flew down to exact revenge for the slight, a black blur whizzed past, striking each in turn. Surprised, the hydra looked around for its assailant, but missed seeing it attack again, this time from above.

The pony-like attacker landed squarely on the middle head, almost knocking it senseless. When the two heads immediately on either side moved in to bite, the pony was already gone, letting the two smash together. The dark attacker then flew over to the head on the far left, and bucked it in the snout, sending it reeling.

Rarity could only stand there in shock as this.. pony not only beat up on this towering monster, but made it look easy. Finally, the hydra seemed to have enough, and retreated back into the swamp to nurse its wounds.

Her shock was doubled, however, when her mysterious savior landed before her. With a grin and an eerily multi-layered voice, she purred, "Hello, Rarity. How nice to see you again."


End file.
